Nightingale
by Purtail
Summary: Mercer was always one step ahead. Mercer/Karliah.


**Nightingale**

**Summary: **Mercer was always one step ahead. Mercer/Karliah.

**Rating: **T

**Notes: **Wish you didn't have to kill Mercer. :l These two have such amazing character interactions. I think they could have been friends at one point. Or more.

**Disclaimer: **I don't own Skyrim.

**Nightingale**

"Name's Mercer Frey. And you are?"

His hands shifted to cross over his torso as his amber eyes burned into mine. They had a bit of playfulness in them – an innocence I would watch silently as it crumbled over time. But back then, the moment we met, his gaze held onto mine with the fiercest of grips. So many words were spoken over that glance; it produced an almost paralyzing effect over my limbs and voice. Without warning, I was trapped – caught like prey in a Frostbite Spider's web.

Forcing some sort of noise from my throat, my sentences finally formed after a few grunts. "K-Karliah," I mumbled, offering my hand. His larger palm fit perfectly around mine and proceeded in a friendly and inviting shake.

"I can tell we're gonna get along fine." The 'Spider' rasped, his face softening with a smile tugging at his lips. His irises were still ablaze, but somehow he had managed to ease my previous fears with that one simple expression.

I, the 'prey,' simply nodded and tried to form a grin of my own. It probably didn't seem as genuine as I wished it to, but the intended effect was achieved. Mercer Frey's smile stretched to a smirk, pure mischief glimmering in those amber orbs.

"Just try to keep up with us, Karliah."

My mouth spat back the first response that processed through my mind.

"I assure you – I will be fine, Mercer Frey." His name was hissed quietly as it escaped my lips.

My perceived hostility was met with a mere snicker. "My full name sounds rotten on your tongue. Call me Mercer." He gave one more soft chuckle and took his leave, his leather boots sounding thunderous in the sewer atmosphere.

"Quite the charmer, isn't he?" A friendly voice sounded from beside me, and I was conscious of my surroundings once more. Gallus was standing next to me, an inviting smile on his face. His eyes were much more gentle, directly contrasting Mercer's intimidating gaze.

Looking back, Gallus was the one to introduce us. We three would move on to greater heights, beyond the Thieves Guild, to form the greatest (and only) Nightingale trio of our generation. Gallus was our Guildmaster in those days, and I but a greenhorn in the ranks. Mercer was already of a high enough power to give newcomers like me orders, and so I had to listen to him - frustrating as it was. The Spider always had a way to make his prey uncomfortable but strangely intrigued. Once or twice he would catch me glancing his way and give the same curious, damned leer in response. I argued that my mind was simply rarely satisfied without vast exploration, and therefore it had taken a liking to Mercer, who was the pure definition of unpredictable.

The man was, admittedly, quite complex. He often had a wistful look about him, choosing the missions that required far travel for the pure reason of his desire for "personal time". He seemed to enjoy the rewards of our labor a sliver more than others, but I had no idea how vastly that greed would grow.

One night, Gallus assigned me a job; nothing big, simply to raid a quaint home in Whiterun of its valuables. When he mentioned that he would accompany me, a smile began tugging at my lips. Gallus had an effective way of calming me when I was at my most flustered, and had a strangely soothing way of authority. Looking back, I suppose it was Gallus that transformed me from a short-tempered newcomer to the patient Nightingale I am today.

Once I accepted the mission and prepared myself with the Guildmaster, Mercer clopped up to us. I had begun to recognize the sound his boots made on the brick underground; nothing could mistake the way he carried his arrogance around the Guild. He gave his infamous smirk to me; confused, I stood there, shifting my weight from foot to foot.

Gallus cleared his throat, sensing my uneasiness. "Karliah, Mercer is..."

Rudely, Mercer interrupted the Guildmaster. "Didn't you realize? I'm coming with you."

.

As I followed the two men out of Riften, I noticed instantly that we were heading in the wrong direction. Skyrim was a large place, but I was fairly skilled at knowing the general area of certain landmarks – especially major cities.

I couldn't help but voice my confusion, despite how disrespectful it may have sounded. "Guildmaster, are we... are you sure we are on the right path?"

Gallus smiled and nodded. "Yes, Karliah. We're heading somewhere more important."

Mercer chuckled. Was he aware of our true objective? Was I the only one in the dark? "Gallus is taking us somewhere... special."

I swallowed hard, unsure of whether this change of plans was in my favor or not. I didn't bother asking where; I would know once we arrived.

However, a sunset later, I was standing before a giant black stone settled into the dirt. There was a cave opening a few lengths away, leading who knows where. Before I had the chance to process my surroundings, I felt Gallus's hand on my shoulder.

"This is the headquarters of the Nightingales, cut into the mountainside by the first of our kind," he murmured. "It is here we will swear your allegiance to Nocturnal."

"Nightingales? Nocturnal?" I echoed, puzzled.

Mercer scoffed, his confident smirk illuminated by moonlight. "Wait, you're a thief but you've never heard of the Nightingales?"

I could do nothing but narrow my eyes at him, confirming that I was truly lost when it came to the subject matters.

He ran a hand through his hair, giving an annoyed sigh. "Well, if you're _that _curious, the Nightingales are-"

Gallus cut him off. "All will be revealed in due time, Karliah. No one will force you to do anything, but I hope you will at least consider." He gave a smile my way; my heart fluttered, but I shoved it aside. There was no need to act like a bashful child; we were thieves. Neither Gallus nor Mercer would become my number one priority.

In the end, we were all out for ourselves.

.

As I stood alone on the floor glyph, I gazed down at the sleek, black armor covering my body. Nightingale Armor; a beautiful display of leatherwork and protected by a power I didn't quite understand yet. This "Nocturnal," as I learned from Gallus only minutes before, was the mistress of night and darkness, and a patron of every thief in Tamriel.

Our duties, as Nightingales, were to protect the temple of Nocturnal – the Twilight Sepulcher – with our lives. Three are chosen from the Thieves Guild to become these great night warriors, and they become a trinity after Nocturnal's blessing is granted.

Mercer, Gallus, and I were to become the trinity of Nightingales.

Pride at being chosen swelled in my chest as I gazed over at Gallus and Mercer, both standing on their own glyph, and shrouded in the same armor as I. Gallus began the ceremony with those fateful words, ultimately sealing all members of the trinity's fates.

"I call upon you, Lady Nocturnal, Queen of Murk, and Empress of Shadows. Hear my voice."

A churning black and purple mass swarmed in the center of the room. Wind howled and a dark, feminine voice sounded from the shadows.

"Gallus, Mercer, Karliah. Welcome. I, Nocturnal, have come from the shadows to grant you my blessing."

Mercer nodded, his tone impatient. "Yeah, yeah, so hurry up and give it to us!"

"Patience," Gallus whispered.

"You would do well to listen to your Guildmaster," Nocturnal warned. "Very well. But my trinity must give something in return. I trust you know what it is?"

Gallus nodded. "We swear allegiance to you in this life and the next, Lady Nocturnal."

I swallowed hard, unable to process what was happening. Of course, Mercer had explained to me on the way to this room that the Nightingales were a prestigious group of thieves. My mother, Dralsi Indoril, always praised me on my natural craft for larceny. This experience could only benefit me. But was I to give my soul to this spirit? Was it worth it?

"The conditions are acceptable. You may proceed," Nocturnal's smooth voice sounded once more.

Gallus knelt down and continued, "Lady Nocturnal, we accept your terms. We dedicate ourselves to you, as both your avengers, and your sentinels. We will honor our agreement in this life and the next, until your conditions have been met."

There was a pause, and I nearly jumped when Nocturnal spoke again. "Very well. I name you three the Nightingale Trinity. Do not disappoint me." The mass dissolved into thin air as Nocturnal's voice faded away.

I looked to both Mercer and Gallus, and nodded. The three of us were Nightingales now; privileged thieves who were dedicated to Lady Nocturnal for the rest of our existences.

.

I had heard that other Guild members were involved with one another; I used this to reason with myself. There was nothing wrong with my strange feelings towards Mercer, I argued, and it was perfectly all right to indulge in them. It wasn't as if I was putting him before myself, and he wasn't doing the same for me. And Mercer was not what you would call a "friend," but he was a companion. A fellow thief, a Nightingale, and someone whom I believed to be watching out for me at the time.

One night with Mercer and Gallus alone was all it took for me to fall for the former's charms. I would never say I was in love with the man; love is too pure an emotion to describe what I felt towards Mercer Frey.

The prey's relations to the spiderweb are never innocent. They approach the web for some reason, after all, and do not realize what they have fallen into until the Frostbite Spider approaches.

Perhaps I was attracted to Mercer's 'spiderweb' of sorts; his love of mischief, his gruff voice, the way he put his arm around me as we walked to his manor night after night. Or perhaps it was the way he bedded me – with soft, gentle fingers tickling my breasts and the hungry lust in his eyes as his teeth and lips explored my bare skin. I also loved the way my name sounded in his voice, particularly when he was screaming it in a raw ecstasy that he hid from the rest of the world.

There is one night I still treasure; the only memory I have of a pureness now lost. It was a cold night, and as we huddled our naked bodies together under the covers to keep warm, Mercer opened himself up to me.

"Wouldn't it be great to be Guildmaster?" he asked with that frustrating smirk of his.

"Yes," I agreed quietly, settling into the crook of his neck.

He wrapped an arm around me idly. "I'm definitely going to be a great one."

It's not a question, but I feel the need to reply all the same. "Yes, Mercer, you will. There's no doubt in my mind."

With a soft chuckle, he pulled me closer, and I slipped off to sleep.

It was a brief exchange of words, but I will never forget them. I consider it the last of Mercer's innocence. In those days, his eyes gleamed with simple ambition, and perhaps more than enough mischief.

At the time, I was still foolish, focusing purely on the pleasure he provided to me, and thinking that he simply felt same fierce attraction in his veins as I did.

I could have never imagined what path he would choose to walk.

.

Moons passed and something new and evil began to take root in his heart. Greed began to tempt his ambitions, echoing clearly through his amber eyes' unsatisfied gleam.

The two of us drifted apart, as well. He had found new maidens to bed, and I had fallen in love. Gallus brought new feelings I could focus on, until I knew I was devoted entirely to him. A part of my mind was still Mercer's, but he had lost the control he once had. Once we became Nightingales, I began to focus more so on protecting Lady Nocturnal's temple, and had ceased my naivete when it came to Mercer.

The two of us could still be considered companions; friends, even. We often bought each other drinks at the Flagon, and there were rumors of our "relationship" spreading about the Guild. Gallus asked me about it once, and I denied it instantly, claiming I could never love Mercer.

As I've said before, love is too pure an emotion. That is what I felt towards Gallus, and no one else. Love was innocence – something Mercer no longer had.

However, the part of my mind that couldn't shake him was irritating, to say the least. It was the constant reminder that Mercer had charmed me before; that I could fall victim to the ambitious and confident gleam in his eyes.

All the same, I still did believe he could be a great Guildmaster. He seemed a bit odd-tempered at times, particularly with the other members besides Gallus and myself, but he had all the qualities of an ideal leader.

I believed in this until, however, I hadn't seen Gallus at the Guild for a few days. Mercer handed me a letter on the morning of the third day during Gallus's absence, claiming it was written by my love himself.

"_Karliah,_

_Meet me outside the Snow Veil Sanctum. I'll be waiting, my little nightingale._

_-Gallus"_

I smiled and tucked the letter into my pocket, announcing my journey to the Guild.

"Be safe, Karliah," Mercer told me with that smirk of his. I gave a nod and bid him and the rest of the Guild farewell.

Little did I know that was the last of the Guild I'd see for twenty-five years.

Once I reached the Sanctum, Gallus was not outside waiting for me like I'd hoped. In fact, I had to explore deep into the ruins just to find any trace of him. And what little traces I did find worried me; usually one does not find blood unless a fight has happened. But who could have broken into the Sanctum? No one I knew had the key...

Unless, of course, this was Gallus's doing. Perhaps there were bandits in the ruins, trying to collect the treasures, and he had slayed them. Yes, that had to be it; I repeated this to myself as I delved deeper into the Sanctum.

In one chamber – one I nearly overlooked – I finally found who I was looking for. Unfortunately, he was no longer... alive.

I crumbled to my knees, composure broken. Gallus was laying in one of the chambers, blood pooling around him and a deep cut in his chest. I crawled over to him, shaking his shoulders in denial.

"Gallus..." I murmured, tears threatening to flow down my cheeks. Who had done this? Who would have a grudge against Gallus? Pure, sweet, innocent Gallus, whom I loved more than life itself?

It was then that I noticed faint markings on the walls. They spelled a message, backwards. I glanced at it for just a moment, and stood up, my fists shaking as I finally comprehended.

"_One step ahead. -Mercer"_

Fury filled me veins and I screamed. Usually, I am quite softspoken and prone to mumbling, but hatred for Mercer shook me to the very core. I hissed his name in anger, wanting very much to take out my Nightingale Bow and shoot an arrow into his kneecap, watching him writhe in agony before I send another one through his eye socket.

But for whatever reason, I didn't run back to the Guild. Mercer had planned this perfectly; if I went back to the Guild and reported Gallus's demise, the blame would be mine.

The Mercer I had once had "feelings" for was gone. Mercer Frey was a traitor, and I hated him. Hatred was only one step away from love; both emotions bring out the most raw passion, and can swallow the sufferer whole.

Perhaps that was what I felt towards Mercer all along. I had the passion for him, but love was too innocent. Hatred brought a darkness to one's heart that made even Lady Nocturnal seem bright in comparison.

I hid from society for the next twenty-five years, eventually settling into Snow Veil Sanctum again. I didn't dare go looking for Gallus's body; no doubt it had been either removed or decomposed, and I couldn't prepare myself for either of those fates. I had already lived a quarter of my life in agony, regret, loneliness, and above all, fear.

.

Damned arrow! I only had one with the poison on it; one chance, one shot to bring Mercer to justice. To slow his greedy heartbeat and restrain him.

It wasn't my intention to kill him. I wanted to Guild to decide his fate; after all, they needed to know the truth behind my exile and Mercer's ascension into the Guildmaster position. But it was not my place to let them know – or at least, not yet. He took the Skeleton Key, a vital treasure of Nocturnal's temple, and was surely using it to rob the Guild of its wealth. I planned on carrying him out of Snow Veil Sanctum, taking back the Skeleton Key, and hopefully see him exposed as the spider he is.

I had purchased Goldenglow Estate and funded the Honningbrew Meadery, all in the hopes of ensnaring the spider in my own web. Surely he would learn of my involvement somehow, and pursue me. I had spent enough years in hiding; it was my hope to finally free myself.

His smirk haunted my dreams, as well as the message he carved into the cave walls. But this time, _I _was to be one step ahead. _I _was to poison Mercer with my arrow, obtain what he had taken, and have him at my mercy.

It was _not _supposed to shoot his companion, the Dragonborn.

Mercer scoffed and glanced down at his unconscious partner. He gazed those amber eyes on me once more, for the first time in two and a half decades. My heart fluttered a bit underneath my Nightingale armor, and for a moment I felt the same attraction tugging me. However, I then remembered Gallus, and I reached for an arrow, drawing it back and pointing it towards my foe.

Mercer was not at all surprised by my hostility, but he didn't seem threatened, either. "Do you honestly think your arrow will reach me before my blade finds your heart?"

"Give me a reason to try," I hissed back.

That familiar smirk returned to Mercer's face, and it was as if I had taken a step back in time – back to when Mercer was a man I admired, one I was never separated from, and someone I trusted with my life. "You're a clever girl, Karliah. Buying Goldenglow Estate and funding Honningbrew Meadery was inspired."

"'To ensure an enemy's defeat, you must first undermine his allies.' It was the first lesson Gallus told us." My gaze softened at the memory of my beloved.

"You always were a quick study," Mercer sneered in response.

My grip tightened on my bow. "Not quick enough. Otherwise, Gallus would still be alive." If I had realized who Mercer was when I first fell for his charms, perhaps Gallus could have been saved...

"Gallus has his wealth, and he had you. All he had to do was look the other way." The words had a bitter tone to them, though I couldn't understand why.

"Did you forget the oath we took as Nightingales? Did you expect him to simple ignore your methods?"

He cringed slightly, but after a moment's hesitation, snarled tauntingly, "Enough of this mindless banter! Come, Karliah! It's time for you and Gallus to become reunited!"

I shook my head and disappeared into the shadows, murmuring, "I'm no fool, Mercer. Crossing blades with you would be a death sentence. But I can promise the next time we meet, it will be your undoing."

I didn't see what Mercer did after that, but I wasn't surprised to hear his betraying words to his companion. The Dragonborn was near death when he finally left, and my arrow had managed to save her, and I carried her outside to safety.

.

I could never have hoped to be accepted back into the Guild. It was one of my sweetest dreams come true (the other, of course, being reunited with Gallus). Brynjolf gave me something I never hoped to achieve for the rest of my life: trust. He trusted me. The other Guild members even walked ahead of me; turning one's back to another is a deep form of faith in them to not slay you from behind, after all.

When it was decided that Mercer should be slain, I was not surprised. Had my rawest emotions not died along with Gallus, I would have felt pity for him. Mercer was a victim of himself, but a victim nonetheless.

But there was no turning back now. Anything I revealed that could link me to caring about Mercer would surely label me a traitor. They would assume I was working for him, or lying about everything. I couldn't risk it.

I decided to make Brynjolf and the Dragonborn Nightingales. They were hesitant at first, but Nocturnal's blessing gave them strength to pursue Mercer further. I explained to the Queen of Murk that my motive was pure revenge now. And it was – simply not in the way the others thought. I wished for Mercer to see his wrongdoings and suffer as I had; if death could bring him that, then so be it.

We found him after making our way through the maze that is Irkngthand. The cowardly spider even carved the same message into the walls of the ruins – no doubt to mock us. He was extracting the Eyes of the Falmar from the giant statue near the exit of the cave.

"Karliah, when will you learn you can't get the drop on me?!" Mercer hissed, turning around to face the Trinity.

The room shook, and I found myself and Brynjolf trapped behind pieces of rubble. We could do nothing but listen now as Mercer taunted the Dragonborn. However, I could not help but notice the bitterness in his voice as he spoke.

"...oaths ripe with falsehoods and broken promises?! Nocturnal doesn't care about you, the Key, or anything having to do with the Guild!"

Such hatred. Such anger. For the Guild, for Nocturnal, for everyone but himself. Perhaps Mercer wished to betray us before we betrayed him.

"It's clear you'll never see the Skeleton Key as I do: as an instrument of limitless wealth!"

The greed in his heart was speaking. I had known that the Mercer I had befriended – the one who caressed my body so tenderly and shared drinks with me at the Flagon – was dead. A victim of his own choices, leaving behind a hollow man in his wake.

He attacked. Somehow, he found control over Brynjolf, who was screaming in anger and trying to fight the urge to attack his allies. As the Dragonborn and Mercer's blades clashed, I tried desperately to calm my controlled friend.

And, as quick as it came, the battle was over.

The spider died, and his prey was free.

"Shadows... take... me..."

From my position, trapped into immobility and helpless, I could still hear Mercer's last words as the Dragonborn sliced her blade into his chest. It was a pitiful plea – one that did not suit Mercer at all. In all my years as a Nightingale, and as an outcast, I had never expected Mercer to greet death with those words.

I narrowed my eyes in anger; how _dare _Mercer think of himself as a Nightingale. After stealing the Skeleton Key, after killing Gallus, after betraying _everyone_...

Yes, a part of my heart pitied him. But the rest of me still felt the burning hatred as I did the day I lost Gallus. The day I was no longer Gallus's naïve "little nightingale," but a falsely accused and highly wanted murderer.

I never wished for Mercer to stray from his path. And I certainly never wanted him to become ensnared in his own wretched avarice. Inside the monster I still hate today was the man I once felt so strongly for. The man whose smirk I could not resist, even when I had an arrow pointed at him.

As the room quickly flooded with water, I looked once more at Mercer's limp body. Despite myself, my heart ached; it was unfortunate that our powerful Trinity had ended up like this.

"Shadows take you," I murmured, feeling a rush of closure enter my being.


End file.
